UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): June 1, 2006
GNC CORPORATION
GENERAL NUTRITION CENTERS, INC.
(Exact names of registrants as specified in their charters)
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Delaware
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333-116040
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72-1575170 |
Delaware
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333-114502
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72-1575168 |
(States of incorporation)
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(Commission File Nos.)
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(I.R.S. Employer |
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Identification Nos.) |
300 Sixth Avenue, Pittsburgh, Pennsylvania 15222
(Address of principal executive offices) (Zip Code)
(412) 288-4600
(Registrants telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligations of the registrants under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 5.02 |
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Departure of Directors or Principal Officers; Election of Directors;
Appointment of Principal Officers. |
(d) The board of directors of each of GNC Corporation (GNC) and General Nutrition Centers,
Inc. (Centers and, together with GNC and their direct and indirect subsidiaries, the Company)
has appointed Joseph Fortunato as a director effective June 1, 2006 to fill a vacancy on the boards
of directors. Initially, Mr. Fortunato will not be appointed to any standing committee of the
boards of directors of GNC or Centers, but has been appointed to serve on an ad hoc committee of
the GNC board of directors.
Mr. Fortunato, age 53, became the Companys President and Chief Executive Officer in November
2005. He served as the Companys Executive Vice President and Chief Operating Officer beginning in
December 2003 and was promoted to Senior Executive Vice President in June 2005. Since November
2005, Mr. Fortunato has also served as President and Chief Executive Officer of General Nutrition
Companies, Inc., having previously served as Executive Vice President and Chief Operating Officer
since November 2001. From October 2000 until November 2001, he served as its Executive Vice
President of Retail Operations and Store Development. Mr. Fortunato began his employment with
General Nutrition Companies, Inc. in October 1990 and has held various positions, including Senior
Vice President of Store Development and Operations from 1998 until 2000, Vice President of
Financial Operations from 1997 until 1998, and Director of Financial Operations from 1990 until
1997.
As
previously disclosed, Centers and Mr. Fortunato are parties to an
employment Agreement.
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